Baladna Q.P.S.C. Investor Presentation...Investor Presentation Summary of Indicative Offering and Listing Terms* IPO size of QAR 1,426 million, 75% free float Issuer Baladna Q.P.S.C

Baladna Q.P.S.C.

Investor PresentationOctober 2019

Strictly Confidential

Investor Presentation

Disclaimer

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR WITHIN THE UNITED STATES OF AMERICA (the “US”),

THE EUROPEAN UNION (the “EU”), KUWAIT, THE SULTANATE OF OMAN (“OMAN”), THE KINGDOM OF SAUDI ARABIA, THE UNITED ARAB EMIRATES (the “UAE”) OR THE KINGDOM

OF BAHRAIN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS PRESENTATION.

The proposed offering of securities to which this presentation relates is open in Qatar only, to individual Qatari nationals and selected institutions. This document is only for intended specific

recipients in Qatar. It is not intended for public circulation or consumption. If you have unlawfully or mistakenly received a copy of this document, please discard the same immediately.

This document and its contents may not be viewed by persons within the US or within any other jurisdiction where its distribution would be unlawful. By accessing this document you represent

that you are inside Qatar and not within the US or any such other jurisdiction. This presentation is not an offer to sell, or a solicitation of an offer to subscribe for or to acquire, securities and nothing

contained herein shall form the basis of, or be relied upon in connection with, any offer, contract or commitment whatsoever in any jurisdiction. Investors should not subscribe for or purchase

any ordinary shares referred to in this presentation except solely on the basis of information contained in the prospectus (the “Prospectus”) in its final form published by Baladna Q.P.S.C., a Qatari

public shareholding company under incorporation in the State of Qatar (the "Company") in connection with the proposed listing and trading of its ordinary shares (the “Shares”) on the Qatar

Exchange (the “Listing”).

As at the date of this presentation, the Company is under incorporation. References in this presentation to the actions, beliefs and statements of the Company are references to actions,

beliefs and statements of the founders and/or board of directors of the Company.

The Shares referred to herein are not an offer of securities for sale in the US and may not be offered or sold in the US absent an exemption from registration. Any public offering of securities

to be made in the US must be made by means of a prospectus that may be obtained from the issuer or the selling security holder that contains detailed information about the company

and management, as well as financial statements; there is no intention to register any portion of the securities of the Company in the US under the US Securities Act of 1933, as amended,

or to conduct a public offering of securities in the US.

Nor have the Offer and sale of Shares referred to herein been registered under any applicable rules or securities laws of the Qatar Financial Centre, the EU, Kuwait, Oman, the Kingdom of Saudi

Arabia, the UAE (including the Abu Dhabi Global Market and the Dubai International Financial Centre) and the Kingdom of Bahrain. There will be no public offer of the Shares in the US, the EEA,

the UK, Kuwait, the Sultanate of Oman, the Kingdom of Saudi Arabia, the UAE or the Kingdom of Bahrain or in any other jurisdiction where to do so could be unlawful.

QNB Capital LLC (the “Listing Advisor and Offering Manager”) is acting exclusively for the Company and its group companies, namely Power International Holding WLL ("PIH")

and Baladna Food Industries WLL ("BFI"), and no one else in connection with the Offer. It will not regard any other person as its client in relation to the Offer and will not be responsible to anyone

other than the Company or PIH or BFI for providing the protections afforded to its clients, nor for providing advice in relation to the Offer, the contents of this presentation or any transaction,

arrangement or other matter referred to herein. QNB Capital LLC is authorised and regulated by the Qatar Financial Centre Regulatory Authority.

The information in this presentation is subject to change. The IPO timetable, including the date of Listing, may be influenced by a range of circumstances such as market conditions.

There is no guarantee that Listing will occur and you should not base your financial decisions on the Company’s intentions in relation to the Listing at this stage. No regulatory, government

or semi-government authority or exchange in any jurisdiction has reviewed or approved this document. Acquiring investments to which this presentation relates may expose an investor

to a significant risk of losing all of the amounts invested. Persons considering making such investments should consult an authorised person specialising in advising on such investments.

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Summary of Offering and Listing Terms

Business and Operational Overview

Dairy and Beverage Market

4 Financial Overview

Listing Process and Risk Factors

5 Company Outlook and Dividend Policy

Presentation to Potential Investors

in Baladna IPO

3Investor Presentation

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Summary of Indicative Offering and Listing Terms*IPO size of QAR 1,426 million, 75% free float

Issuer Baladna Q.P.S.C. (Qatari Public Shareholding Company), a company under incorporation under the laws of the State of Qatar

Offering size

1,425,750,000 new shares offered, representing 75% of issued share capital of Baladna Q.P.S.C., comprising:

1,425,749,999 new shares; and

1 special share issued to the Government of Qatar represented by Ministry of Commerce and Industry (“MOCI”)

Total number of shares is 1,901,000,000 shares (implied market capitalization at IPO of QAR 1,901,000,000)

Offer price

Offer price of QAR 1.01 per Offer Share, comprising:

Nominal value of QAR 1.00 per Offer Share, plus

Offering and Listing Costs of QAR 0.01 per Offer Share

Subscription

period Individual Qataris and Qatari Corporate** Investors: Opens on 27 October 2019 and ends at the close of business (Doha time) on 7 November 2019

Shareholder

structure post IPO

Founding Shareholders will hold 25% of Baladna’s share capital whilst individual, corporate and strategic investors will hold 75% of Baladna’s share capital

The Ministry of Commerce and Industry will hold 1 special share

Offering structure Strategic Investors: Confirmed orders*** of 437,230,000 shares, representing 23% of Baladna’s share capital post IPO

Individual Qataris and Qatari Corporate** Investors: 988,520,000 shares, representing 52% of Baladna’s share capital post IPO

Listing Venue Qatar Stock Exchange (“QE”)

Valuators: PriceWaterhouseCoopers Qatar, Rodl & Partners

Lead Receiving Bank: Qatar National Bank (“QNB”)Advisors

Listing Advisor and Offering Manager: QNB Capital LLC

Legal Advisors: Addleshaw Goddard, Eversheds Sutherland, Sharq Law Firm

External Auditors: Ernst & Young (Qatar Branch)

Use of proceeds Net proceeds of the Offering will be used to repay debt incurred by Baladna Food Industries during its recent expansion

*Note: all terms are indicative only and subject to Qatar Exchange and Qatar Financial Markets Authority’s approval

** Corporate Investors are defined as legal entities incorporated in the State of Qatar, with a commercial registration certificate issued by the Ministry of Commerce and Industry5

*** The allocation may change subject to take up by retail investors. More may be allocated to Strategic Investors


Baladna Food Industries W.L.L.

Founders (25%) Strategic Investors (23%)Retail and Corporate Investors

(52%)

Government of Qatar represented

by MOCI (One Special Share)

Free float 75% of Baladna Q.P.S.C.

100%

Proposed Ownership Structure post IPONo sale by Founders, only offering of new shares to raise new capital

The Founders, Strategic Investors, Retail Investors and the Government of Qatar represented by MOCI will hold shares in Baladna Q.P.S.C., a company under

incorporation that will own 100% of Baladna Food Industries W.L.L. (“BFI’)

Upon completion of the incorporation of the Company following the Constitutional General Assembly, the Founders will cause 100% of BFI shares to be transferred

to the Company and shall receive in return 25% of the shareholding in the Q.P.S.C. (the Founders’ in-kind contribution)

Strategic Investors have committed to subscribe for a total of 23% shareholding in Baladna

The net proceeds of the IPO will be used to reduce debt incurred by Baladna Food Industries during its recent expansion

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Mr. MohamadMoataz Mohamad Ruslan AlKhayat

Mr. Ramez Mhd Ruslan AlKhayyat

Ms. Alaa Mohammed Reslan AlKhaiat

Mr. MohammedRaslan Mhd Ezzat AlKhayat

Mr. Mohammed Mhd Raslan AlKhaiat

Special Share has the right to veto

certain resolutions of Baladna and the

right to raise matters in the general

assembly, further information can be

found in the Articles of Association

GRSIA 10%

Hassad Food Company Q.P.S.C. 5%

Al Meera Consumer Goods Q.P.S.C. 4%

Qatar Ports Management Company 2%

Widam Food Company Q.P.S.C. 2%

Baladna Q.P.S.C.

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Investor Presentation 8

Dr. Kamel Abdallah

Chief Executive Officer (Baladna Q.P.S.C.)

Dr. Kamel Abdallah was appointed as Chief Executive Officer of BFI in

October 2018

Leading industry expert, with vast experience in the dairy and

beverage industry in the Middle East

Previously served as Vice Chairman and CEO of Aujan Industries /

Rani Investment, the largest private beverage company in the GCC,

CEO of Exeed Industries, Managing Director of AATCO Food

Industries, and other beverage and agriculture companies

Dr. Kamel holds a Ph.D in Strategic Management from Ohio State

University

Dr. Kamel will lead the strategic growth of BFI by helping Baladna to be

an innovative brand, seeking to penetrate relevant sections of the market

and supporting the national food security program

Baladna Q.P.S.C. management and designated Board of Directors Corporate Governance and Company oversight of BFI

Designated Board of Directors

(to be confirmed following Constitutive General Assembly)

Name Position

Mr. MohamadMoataz Mhd Ruslan AlKhayat

(representing Founders)Chairman

Mr. Mohammed Badr Al Sada

(representing Special Shareholder / Hassad Food)Vice Chairman

Sheikh Faleh Bin Nasser Bin Ahmad Al-Thani

(representing Special Shareholder / Qatar Food Security Committee)Member

Mr. Hamad Bin Abdullah Bin Khalid Al-Attiya

(representing Special Shareholder / GRSIA)Member

Mr. Ramez Mhd Ruslan AlKhayyat

(representing Founders)Member

Mr. Mazen Alsbeti

(representing Founders)Member

Mr. Aidan Tynan

(Independent)Member


Mr. Saifullah Khan

Chief Financial Officer

Saifullah Khan joined Power International Holdings

in 2014 as cluster CFO and was appointed as Chief

Financial Officer of BFI in July 2019

On behalf of BFI’s owners, since 2017 Mr. Khan

held a leading role in BFI’s expansion into the

cow dairy and juice market

More than 20 years of experience, holding

management roles in multinational companies

Mr. Khan holds a Bachelor degree in Accounting, a

MBA in Finance, and a CPA certification

Mr. Thomas White

Chief Operating Officer

Thomas White was appointed as Chief Operating

Officer of BFI in July 2019

More than 32 years experience in the areas of

Sales and Commercial Management, Supply Chain

Management and General Management of dairy

industries in Ireland and GCC region

Graduate of the Marketing Institute of Ireland with a

Degree in Business Studies and holds a Professional

Certificate in Management from the Open University

London

BFI’s senior managementLeading consumer goods expert team – Combining in depth local knowledge with dairy industry expertise

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Malcolm Jordan was appointed as Chief Executive

Officer of BFI in September 2019

Mr. Jordan has more 25 years of experience and

held a number of executive positions within the

leadership team of Almarai, and Executive Vice

President-New Business, CEO-IPNC, General

Manager-Marketing, General Manager-Quality,

Product Development and Innovation

Mr. Jordan is a graduate in Food Technology from

the West of Scotland Agricultural College in Scotland

and holds a Certificate in Leadership Development

from IMD in Switzerland

Mr. Malcolm Jordan

Chief Executive Officer of BFI


BFI’s operational managementStrong management and experience extends to operational teams

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Mr. Christopher

BlakeneyGM Farm

Mr. Adam PefferFarm Manager

Christopher Blakeney was appointed as General Manager

Farms of BFI in April 2018

More than 36 years experience in Agricultural

Management, with experience in the UK and Middle East

Previously he was as farm Manager in Almarai, Sama

Jordan Aricultural & Food processing, NADA Dairy,

Marden and Contract Farm

Holds a Bachelor degree in Agricultural and Business

Management

Adam Peffer was appointed as Farm Manager of BFI in

July 2018

More than 20 years experience in the dairy

industry with over 10 years working the GCC,

Previously held the position of General Manager

in Emirates Dairy Farm and tenured at NADA Dair

Holds a certification in Advanced Dairy Management

from the University of Illinois

Mr. Martin BuissineManufacturing Director

Martin Buissine was appointed as Manufacturing Director of

BFI in February 2018

Headed a plastic manufacturing company in South Africa

and in Saudi Arabia as Operations manager for a large

can and plastic company

Previously worked in Almarai for 11 years managing their

plastic factory

Holds of Bachelor degree in Business Administration and

Higher Diploma in Plastic and Rubber Technology

Mr. Flemming ChristensenManufacturing Director

Dairy and Juice

Flemming Christensen was appointed as Manufacturing

Director of the Dairy Factory of BFI in March 2019

More than 10 years experience in the dairy industry,

previously holding the position of Senior Plant Manager at Al

Buheira Lacnor Dairies and NFPC Oman

Holds a Diploma in Management from Copenhagen University

and holds the title of Educated Food Technologist received

from Vejle Technical Collage


Mission, Vision and Values

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To ensure consumers’ wellness through providing the most fresh,

natural, nutritious, and tasty food and beverage offerings while maintaining

the most rigorous food safety and biosecurity protocols.

For BFI brands to be recognized by consumers as the preferred natural

and fresh food and beverage providers in its target markets.

Always Fresh Exploring Responsible Qatari

Values:

Vision:

Mission:


Baladna Food Industries’ key investment highlights

Key investment highlightsQatari success story capitalizing on a unique market opportunity

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Self-sufficient dairy company

established to become the #1

Qatari food production company

Strong operational performance

and potential cash flow generation

capacity with strong margins

State of the art production facility

and infrastructure with fully

deployed capital investments

Strong stakeholder support

from Government and other

major stakeholders in Qatar

Premium branded and well

recognized household name

in Qatar with dominant

market share of dairy products

One of a kind opportunity to establish

local market leader in fresh dairy market

and contribute to Qatar’s 2030 Vision

and the National Food Security Program


BFI Overview

Established in 2014 BFI has transformed itself from a small goat and sheep farm

into the leading dairy and beverage company in Qatar with over 1,400 employees

BFI is a self sufficient farm with breeding capability enabling

it to sustain future growth

The two main customer segments are Qatari retail markets, which include major

supermarket chains, and “HORECA” or Hotel, Restaurants and Catering.

BFI began exporting their products internationally since Q2 2019

BFI has its own distribution network with over 100 routes and 140 trucks

to deliver fresh dairy products daily

Facilities

Two Farms, with barns that house cows, the grazing space, and milking area

Two Dairy Factories and one shared Dairy and Juice Factory, using the latest technologies

Feed Production Facility, located on the farm to produce animal feed with storage capacity for 6 months

Water Treatment Plant, to supply water to the farm

Compost Facility, to produce natural fertilizer

Slaughter House, where calves and non milking cows are taken for beef production

Plastic Production Plant, to produce plastic containers for Baladna products

State of the art technology implemented at BFI has decreased herd mortality, allowed higher production of milk per cow and continually ensures minimal spoilagedue to efficient production processing

Current Baladna

branded offering

To be introduced

in 2019

Short to medium term

introductions planned

In-house production of

PET plastic packaging

Highly specialized

nutritionists and

veterinarians

State of the art monitoring technology ensuring

full Biosecurity including animal health systems

and vaccination programs to ensure they remain healthy

Plastic Packaging

(external sale)

Fresh Dairy ProductsUHT Dairy Products

LivestockChilled Juice

Lactose Free MilkCheesesFertilizer

Value brand: Awafi

Greek Style Yogurt

Long Life Juice

Baladna Food Industries Company ProfileLeading dairy and beverage company, with a diversified product offering and state-of-the-art facilities to

support future growth

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Development and Technology

Products


1 2 3 4

Uses Plant 3 as a shared facility between

Juice and Dairy production

Actual Product Offering

Near Term Product Launches

Product overviewA diversified and continuously evolving product offering

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Farm Dairy Juice Plastic Packaging

Fresh Dairy Products

UHT Milk

PET Plastic BottlesChilled Juice

Long Life Juice

Livestock

Raw Milk

Fertilizer Value brand: Awafi


Housing and Health Feed Processing Water Treatment Plant

Individual collars and

monitoring of each cow

Two farms with a total capacity

of 24,000 cows

40 barns equipped with cooling

and misting systems

6 milking rotary parlours

In house Feed processing

facility to ensure quality of feed

for cattle of up to 200 tonnes

per day

Reverse osmosis water

treatment plantsFacilities

Raw

Materials

Product

Offering

Livestock Fertilizer

Dairy

Dairy Production Facility

Main Product By Product

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Raw Milk

Overview of BFI’s Two Farms Self-sufficient farms with facilities and processes that optimize cattle welfare and product offerings

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ManureSix Month Old Calves

and Non-milking

Cows

Slaughter House Compost Facility


Facilities and

Milk Process

Product

Offering

The entire process takes approximately one day to complete which ensures fresh milk and dairy products are supplied to the market daily The process of producing other dairy products is similar except the raw milk is heated to higher temperature There are 3 dairy factories at the BFI farm allowing an efficient process with minimal downtime

Selection of fresh Dairy Products UHT Milk Awafi Products

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Rotary Milking Parlor Technologically advanced

systems provide high milking yields and a cost efficient process (2 milking areas)

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Raw Milk Tanker Milk is immediately cooled

and transported BFI has the capacity to

hold 950,000 L of raw milk

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Milk Testing Milk is tested

to ensure quality

4

Clarifier Ensures milk quality

and consistent product by removing excess fat

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Pasteurization Milk is heated to eliminate

pathogenic bacteria UHT milk is heated at a higher

temperature to increase shelf life to 3 months

Standardization Ensure product

consistency Some milk is taken to

produce yogurt andlaban, deserts and cheeses

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Homogenization Ensure uniform

distribution of fat throughout the milk

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Additional Process Addition of Vitamins Fat is removed to

produce low-fat and skimmed

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Milk Filling Milk passes through

pipe line and into a machine that fills and seals milk

Overview of BFI’s Dairy Processing PlantExtensive range of products made possible through state-of-the-art facilities

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Filling

The filling machine from the milk

production line is also used to fill all

other beverages at BFI

Pasteurization

The same pasteurization facility is used

to pasteurize juice, heating it and then

cooling it to eliminate any bacteria

Mix

Juice concentrate is mixed at the BFI plant

3 with water. Concentrates come in two

forms, long-life and short-life concentratesFacilities and

Process

Product

Offering

Sold In: PET Bottles produced by Baladna of 1.5 L or 180 ml Shelf Life: 30 days Products: Currently producing 6 flavors; apple, orange, pineapple,

pomegranate, tropical and mixed fruit Future Offering: Additional 5 flavors

Sold In: Carton packs of 1 L or 200 ml

Shelf Life: Approximately 9 months

Products: Concentrate, nectar, and juice

BFI's juice products are produced within the existing facilities and benefit from synergies with the dairy production facilities

Sale of juices is expected to account for approximately 10% - 15% of total revenue in 2019

Processes Used in Dairy Production

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BFI expects to launch a second brand of juices, long life juice which will

become BFI's value brand for price-sensitive consumers in Qatar

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No Sugar Added - Chilled Juice Long Life Juice

Overview of BFI’s Juice ProcessingValue creation and achievement of synergies through utilization of existing facilities to produce juice

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Facilities and

Process

Product

Offering

Current Packaging Plant

Labeling Machine

Filling and Caps Applying

60% Internally Produced

Bottles40% Purchased Bottles

Labeling Machine

Filling and Caps Applying

85% Internally Produced

Bottles

15% purchased from

market

Produced for Market

With no additional capital expenditure Baladna will be able to produce 85 % of their packaging in house reducing costs to third party vendors

Overview of BFI’s Plastic Packaging PlantCost savings and additional synergies achieved through own production of plastic packaging

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Target end of 2019

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BFI has assumed full responsibility for the direct distribution of its product and in-store merchandising from support Ali Bin Ali

BFI delivers to and stocks 100% of its key account customers

BFI covers 25% of the HORECA channel and expects to achieve 40% by the end of 2019

HORECA customers are able to directly order BFI products for next day delivery through an ecommerce platform optimizing sales planning,

merchandising and routes

BFI has allocated 115 routes to service retail channels, 25 routes which will be used to deliver to the HORECA channel

Baladna Oman which is fully owned by BFI and one of its subsidiaries and was incorporated to perform distribution services to support the sale

of BFI products in Oman

The customer base for dairy products in Qatar is comprised of two main categories: retail and HORECA

Retail: The retail market consists of Key Accounts (incl. Al Meera, Carrefour, Lulu, SPAR, Monoprix, Mega Mart) and traditional trade

HORECA: Hotel, restaurants and cafeteria (“HORECA”) segment comprises approximately 25%-30% of the total market with caterers

accounting for the largest share due to the high number of labor camps in Qatar

Change in

Distribution

Channel

Market

Coverage

Mobile

Application

Distribution

Routes

Customers

Overview of Distribution activitiesMeasures to take control distribution channels/logistics have achieved further reductions in overall costs

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In case of an outbreak of disease within the cow population; BFI should be able to control the outbreak given there are two separate farms on

the campus being protected from each other

BFI has a Feed Quality Testing on site/source and upon arrival in Qatar to minimize risks in providing the feed to the cattle

The cows have full Biosecurity, animal health systems and vaccination programs to ensure they remain healthy

There are four separate milking machines to ensure uninterrupted milking

BFI has set up a strategic feed storage capacity which covers the requirement for 6 months

Three separate factories with built-in redundancies to ensure production continuity

UHT milk strategic reserve prevents absolute shortage of milk for 30 days

Additional Milk balancers

Baladna’s fleet of more than 140 trucks deliver Milk and dairy products all over Qatar ensuring strong merchandising and high coverage

Government’s recent health and safety guidelines provide challenges to competitors for long distance importation of UHT dairy products and

natural cheeses into Qatar

Animal Health

& Milking

Interruption

Manufacturing

Breakdown

The

Distribution

Low

cost/quality

imports

Risks Mitigation Factors

Business continuity and sustainability Baladna has effective measures in place to mitigate risks associated with dairy production

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Strategies and supporting initiativesBFI has undertaken several initiatives to support its long term strategies

Supporting initiatives Strategies

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Farm

Develop breeding programs to ensure sustainability Ensure full biosecurity and food health safety practices Ensure higher cow milk productivity Capitalize on the expansion and development of infrastructure

Manufacturing

Establish and maintain strategic supplies Add higher margin and value adding product categories

and products Improve production efficiencies

Sales and distribution

Exploit favorable market conditions and customer sentiment Expand existing markets and develop new markets for products

Brand

Develop positive relationships with government and relevantauthorities

Solidify brand equity and resilience

Support the natural growth of herd and increase milk yields by providing

comfortable living conditions for cattle such as providing fan system and

reducing heat stress in summer

Providing vaccines, health testing and feed testing to reduce diseases

Increase the current Overall Equipment Effectiveness of 85% by providing

preventive maintenance programs and implementing production

scheduling systems

Provide full supply chain solutions

Full penetration into key accounts

Expand into HoReCa and lower trade accounts

Have the ability to shift volumes in response to market demands

Export to neighboring countries (already commenced)

Secure brand recognition and brand equity

Ensure consumer wellness

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411 448 487 492538

2014 2015 2016 2017 2018

Qatar’s consumption of dairy products (m liters)

Qatar’s consumption of dairy products has grown at a CAGR of 7%

between 2014 and 2018. The dairy market value has grown at a CAGR

of 7.5% over the same period

In comparison, GCC consumption has grown at a CAGR of 2.2%

over the same period

Milk consumption per capita in the GCC is c. 43% higher

than the global average

Source: IMES Consulting

Baladna has capitalized on the recent decline in imports

of dairy products

Prior to 2017, the majority of dairy products were imported

from neighboring countries

In 2018, Baladna has managed to capture c. 90% market share

of the fresh milk market

1,643 1,789 1,935 2,008 2,190

2014 2015 2016 2017 2018


GCC CAGR from 2014 to 2018:

2.2%

Dairy Market Overview in QatarStrong and continuous growth of dairy products consumption in Qatar

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Market value of dairy products in Qatar (QARm)


Juice Market Overview 8.7% compound annual growth rate since 2014 – excellent opportunity in one of the fastest growing markets

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Management estimate that Baladna has a 30 % market share of

the Qatari fresh chilled juice market and plans cover 45% - 50%

of this market by 2020

380427 467 504 529

2014 2015 2016 2017 2018


Qatar’s fruit juice market has grown at a CAGR of 8.7%

between 2014 and 2018

In comparison, GCC juice market value has grown at a CAGR of 2.4%

over the same period

Total juice market value in Qatar as of 2018 was QAR 529m

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Market value of fruit juice products in Qatar (QARm) Juice market segments

Source: Baladna management

Fresh Juice Fresh Nectar

Made from 100% natural

fruit content with no

additional ingredients

Made from fruit juice that is

too thick to drink. To make

it drinkable it must first be

diluted with water at a

percentage not exceeding

75%

Dandy, Ghadeer and Rawa

The juice market generally comprises three main categories:

1. Freshly squeezed – associated typically with juice and smoothie shops;

2. Fresh chilled – Baladna began producing fresh chilled juice in 2019; and

3. Long life (UHT) – Baladna plans to expand into this segment in the future

Baladna is primarily active in the production of fresh chilled juices,

which can be divided into the following 2 categories:

Description

Competitors

Baladna’s

market

share

GCC CAGR from 2014 to 2018:

2.4%


Key Industry Trends Management deems Baladna in a positon to benefit from key industry trends

Consumers have a growing preference for products with higher protein and calcium levels,

such as Greek style yoghurt, drinking yoghurts, etc., which they consider to be tastier

There is a global trend towards consuming more whole-fat milk than any other category of traditional cow milk,

as part of a shift to more natural and wholesome ingredients

Consumers prefer fresh milk that does not contain additives, artificial preservatives, or chemicals,

and which is not reconstituted from powder-based recipes

Current dairy consumers are demanding a higher level of transparency from dairy and food companies. Consumers

want access to a variety of information — from sourcing policies to product nutritional information and to onsite visits

Demand for tastier

Products

Shift to more

wholesome

ingredients

Preference for natural

and fresh milk

More transparency

Healthier optionsIncreasing health awareness among consumers in the Middle East is increasing demand for juices

and other products that are low in, or which do not contain, added sugars

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The unaudited pro forma statement of Baladna as of December 2018

and H1 2019 has been prepared to illustrate the effect of the contribution

of the investment in BFI to Baladna Q.P.S.C. as if the contribution of

investment had taken place starting on 1 January 2018

The pro forma accounts demonstrate that as at H1 2019, Baladna would

have achieved revenues and an operating income of QAR 185.3m and

QAR 18.9m respectively

Baladna would have achieved an EBITDA margin of 55% as at H1 2019

Due to the settlement of long-term debt through the IPO proceeds, and

the resulting savings in finance costs of QAR 38.0m, Baladna would

have achieved a net profit of QAR 4.4m as at H1 2019

As a result of the capital injection of QAR 1,399.7m from the IPO (net of

estimated issuance proceeds), Baladna’s total equity would have

increased from QAR 582.4m (BFI’s equity) to QAR 1,982.2m as at H1

2019

Baladna’s total liabilities would have been reduced from QAR 2,860.0m

to QAR 1,434.2m in H1 2019 as a result of the total IPO proceeds of

QAR 1,425.8m being used to repay Baladna’s long-term debt

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Baladna’s Pro Forma financialsFinancials of Baladna Q.P.S.C. if the transaction had happened at beginning of the reporting period

Pro Forma Accounts – Baladna Q.P.S.C.

QAR m

Pro forma

consolidated

statement H1 2019

Pro forma

consolidated

statement FY 2018

Revenue 185.3 216.5

Gross Profit (50.0) (99.2)

Other income 125.9 237.4

General and administrative expenses (18.8) (79.6)

Marketing and distribution expenses (38.2) (34.8)

Operating income 18.9 23.8

EBITDA 102.0 100.2

% margin 55.0% 46.3%

BFI’s finance cost (52.5) (37.5)

Finance cost reduction on settlement of loans 38.0 25.8

Pro forma finance cost (14.5) (11.7)

Net profit 4.4 12.1

% margin 2.4% 5.6%

YearH1 2019

(pre-IPO)

Net proceeds

from IPO

Settlement of

Debt

Pro forma H1

2019

Total Equity 582.4 1,399.7* 1,982.2

Total Liabilities 2,860.0 (1,425.8) 1,434.2

Source: Baladna Q.P.S.C.’s unaudited pro forma consolidated statement of comprehensive income for H1 2019 and FY 2018 prepared by Ernst & Young Qatar Branch

* Proceeds from the Offer, net of estimated issuance costs


BFI’s financial performanceBFI’s transformation since 2017 is beginning to yield solid financial results

Since 2017, BFI has transformed itself by making significant capital investments in expanding its cow-based dairy production infrastructure

As a result, BFI has witnessed significant growth in its revenue at a CAGR of 37.5% between 2016 and 2018 due to increased sales of dairy, livestock and other

products

Gross profit between 2016 and 2018 was impacted by an increase in the cost of sales, which includes a large depreciation component resulting from BFI’s rapidly

growing fixed assets base

However, in H1 2019, BFI managed to reduce cost of sales as a % of revenue due to economies of scale, cost savings from operating their distribution channels, and

the diversification and expansion of the dairy portfolio

Other income consists mainly of compensation payments due from the Government of Qatar in line with the signed Support Agreement

Earnings before Interest, Tax, Depreciation & Amortization (“EBITDA”) of BFI for FY 2018 was QAR 115.2m and QAR 20m for FY 2017, representing EBITDA

margins of 53% and 23%, respectively. The EBITDA margin increased to 55% in H1 2019

18 20

115.210216% 23%

53% 55%

0%

10%

20%

30%

40%

50%

60%

0

20

40

60

80

100

120

140

2016 2017 2018 H1 2019

EBITDA

margin

QARm

114.688.5

216.5185.3

2016 2017 2018 H1 2019

Revenue

QARm

28

BFI’s financial performance

QAR m H1 2019 FY 2018 FY 2017 FY 2016

Revenue 185.3 216.5 88.5 114.6

Gross Profit (50.0) (99.2) (24.0) 2.5

Other income 125.9 237.4 13.9 17.2

EBITDA 102.0 115.2 20.0 18.0

% margin 55% 53% 23% 16%

Net profit (33.6) 1.3 (42.6) 2.2

% margin (18.1%) 0.6% (48%) 1.9%

Total Assets 3,442 3,113 1,972 419

Net Debt 2,600 2,125 1,124 33

Source: BFI Audited Financial Statements for FY 2016, 2017 and 2018. Reviewed H1 2019 Financial Statements


Evaporative Cooling System (Misting)

Fans for stall, lane and KorralKool Cooling

System (For Milking Parlor)

Waste Management System

State-of-the-art cow barns, calf barns

Full fledged animal care hospital

Prevention of cross contamination

Moving to a disease-free status

Keeping the surrounding farms disease free

State of the Art technology Biosecurity ProtocolsBest Practices

Operational Success leading to margin improvementProven strategy to increase total production of milk and yield per cow

29

210

1,339

2,811

3,960

5,252 5,664

8,513

10,685

20.00

25.59 26.20 27.59

23.50

26.05

30.22

32.84

0.0

5.0

10.0

15.0

20.0

25.0

30.0

35.0

Q1 2017 Q2 2017 Q3 2017 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Q1 2019 Q2 2019

0

2,000

4,000

6,000

8,000

10,000

12,000

Average Daily Milk Yield Per Cow

Number of milking cows Daily average milk yield per cow (Liters)Source: Baladna management


BFI entered into an agreement (the “Support Agreement”) with the State of Qatar, represented by the Ministry of Finance and the Ministry of Commerce

and Industry, pursuant to which BFI will receive support in the form of fixed payments over a period of ten years in consideration of its significant investments

in the Qatari dairy industry and its support of Qatar’s national food security program

According to the Support Agreement signed between Government of Qatar and BFI, Baladna is entitled to receive an aggregate amount

of up to QAR 1,269,620,438 over a 10 year period

In line with the QFMA requirements for a Listing Application on the Qatar Exchange, two independent valuations were performed

by QFMA-licensed valuators

The support agreement and its related support

amount was not taken into consideration

in the valuation of BFI

Valuation has been prepared for BFI whereby

100% of its issued share capital

will be acquired by Baladna

Valuation Methodologies used:

DCF, market multiples against

listed peers

Support Agreement and Valuation Support from the State of Qatar was not taken into consideration in the valuation of BFI

30

BFI’s Equity Value Purchase Price

Capital Raised in IPO

Baladna Q.P.S.C. Equity Value post IPO

BFI’s Equity Book Value as of 30th June 2019

475,250,000 QAR

1,425,750,000 QAR

1,901,000,000 QAR

582,445,402 QAR

1

2

3

6









Guidance

Capital Expenditure

Use of Proceeds

Target Capital

Structure

Short Term

Guidance (2019)

Mid-term Objectives

(2 years)

Management has no plans to make new investments except those that have been already planned and budgeted

Management will continuously monitor the market and review opportunities for investment in the future

The net proceeds of the Offering will be used primarily to repay of the debt incurred by BFI during its recent expansion

Pre-IPO: Equity 20%, Debt 80%

Post-IPO: Equity 70%, Debt 30%

Revenue growth expected to be 150%-170% compared to FY 2018

EBITDA margin expected to be 40%-50%

Target annual comparable revenue growth rates for 2020 and 2021 are expected to be 22%-32% and 3%-10% respectively

Expected EBITDA margins range from 32% to 45%

Short and Mid-term OutlookStrong margin improvement expected, while maintaining a conservative financial structure

32


Dividend and Distribution Policy No dividend distribution for financial year 2019, but 50%-70% dividend payout ratio in the following years

33

Strategic Direction

General Provisions The amount available for distribution will be derived from net income from the fiscal year

Shares acquired by investors in the Offering are eligible for dividends and distributions

Dividend Policy The Company intends to pay an annual dividend to its shareholders in the amount of 50%-70% of the Company’s net income

2019 Dividend The Board of Directors intends to retain all available funds for the fiscal year 2019 to support operations and to finance growth

1

2

3

6









27 October 2019IPO subscription opening date for Retail Investors

7 November 2019IPO subscription closing date for Retail Investors

21 November 2019Allotment of Offer shares and refund of excess application amounts, if any

26 November 2019Constitutive General Assembly

11 December 2019Listing and start of trading of the shares on the Qatar Exchange

20 October 2019Announcement of intention to float

Event Date*

3

4

5

6

2

* Note: indicative timetable subject to Qatar Exchange and Qatar Financial Markets Authority approval

Indicative timetable of key events for Investors

1

35


Subscription process

Step Description

Check you are eligible to

participate

1The Offering is open to: (a) individual Qataris nationals and legal entities incorporated in the State of Qatar, with a commercial

registration certificate issued by the Ministry of Commerce and Industry; and (b) strategic investors, who are eligible to subscribe for

Offer Shares in the Offering pursuant to the terms and conditions set out in the Prospectus and to whom such Offering is made.

Learn about the Company

2

Place an order at the Offer

Price with any

participating branch of a

receiving bank in Qatar

3

It should be noted that the information in this document has been made available for information purposes only and is not a

substitute for the Prospectus. You must obtain a copy of the Prospectus and read and understand it in full before deciding whether

or not to purchase Offer Shares. Copies of the Prospectus may be obtained at participating branches of the Receiving Banks in

Qatar. For more information visit the Baladna website at: www.baladna.com

If you have decided you wish to participate in the Offering, you can complete and submit the Application Form at a participating

branch of your Receiving Bank to subscribe for shares at the Offer Price. The full details on minimum and maximum subscription

amounts, subscription for minors, documents required, and other relevant terms and conditions can be found in the subscription

forms. You will be required to pay in full for the Offer Shares that you are requesting to buy at the time at which you place your order.


Risks relating to Baladna

Q.P.S.C.

Risks relating to Baladna

Food Industries

1

2

No operating history of New Co. Baladna Q.P.S.C. Special Share and exercise of related rights by the Special Shareholder The Company may not pay dividends or pay smaller dividends than expected Future changes in financial regulations including tax Interruption or failure of the Company’s IT systems

Resumption of imported supplies of fresh dairy products Future changes to Government protection of Qatari dairy industry and producers BFI may not meet the conditions for receiving financial support from the State of Qatar Strong competition from potential new entrants in the dairy sector Difficulties in meeting production targets BFI may be unable to obtain or maintain the required licenses Operations or sales may be impacted by an outbreak of a material disease or perception thereof Loss of, or reduction in, access to distribution channels BFI may be affected by a food safety event Shortage of quality animal feed at stable prices Failure to anticipate and respond to changes in consumer preferences Interruption or failure of BFI’s IT systems Dependence on concession agreements with the Ministry of Municipality and Environment Impact of natural disasters on the business and operations of BFI BFI's products are currently primarily for local consumption and no guarantee BFI will be able to export substantially Difficulty in managing new export markets Potential inability of BFI to develop new business Failure to retain existing and/or attract and recruit qualified and experiences personnel and management Interest Rate Risk Liquidity Risk Credit Risk Exchange Rate Risk / Foreign Currency Risk

Risk Factors (1/2)Risk factors shall be read in conjunction with the Offering Prospectus for more details


Risks relating to the

Offering, the Offer Shares

and trading market

3

The shares may not be a suitable investment for all investors

The dividend policy, and its implementation, may be adversely varied

The issuance of additional Shares in the Company may dilute all other shareholdings

Potential for legal proceedings due to the nature of the Company’s business

Market volatility

Significant future sales of Shares may negatively impact their price

Emerging markets deemed to be more volatile and riskier compared to developed countries and financial markets

Qatar Exchange is an emerging market with no guarantee of consistent liquidity

Risks relating

to Qatar

4 Unstable diplomatic situation and trade restraints affecting Qatar

Qatar’s economic dependence on oil and gas revenues

Qatar has a historically high rate of inflation

Changes to Qatari Riyal, or other regional currencies, pegging against US Dollar or floating of Qatari Riyal may lead to currency

instability

The current insolvency regime in Qatar has not been tested by the Qatari courts

Operating in a challenging economic environment

The above concise summary should be read in conjunction with the detailed information

and analysis provided in the section titled “Risk Factors” in the IPO Prospectus

Risk Factors (2/2)Risk factors shall be read in conjunction with the Offering Prospectus for more details

Gallery


Phase I

Aerial View of Phase I State-of-the-Art Milking Parlor and the Visitors’ Hall


Phase II

Aerial View of Phase II Latest Cow Barn Facilities


Optimum Climate Control Environment for the Comfort of our Cows


Our Holstein cows are monitored by world class veterinary services

around the clock


Phase III

Aerial View of Phase III Our latest Dairy and Juice Plant The Plastic Factory


Plastic Factory Raw Materials

Polyethylene Terephthalate (PET) Resins Raw Material Storage Silos


HDPE Package Creation Process for the 2 Liter Bottles


Yoghurt Pail and Lid Package Creation Process (1Kg and 2Kg Packaging)


Bottle Caps Creation Process (for all PET and HDPE bottles)


Juice PET Packaging Creation Process (for 180ml and 1.5L bottles)


Raw Milk Supply through transport to Plant 3


Baladna’s Mixing Room: Pasteurization, Mixing, Fermentation, and Buffer

Tanks


Latest Filling Technology and crating system for our Fresh Dairy

Beverages


High-Tech Juice Filling Lines


Latest State-of-the-Art Fresh Filling Facilities


Fresh Filling Area


Top Notch Ultra-Heat Treatment (UHT) Process Facilities Long Life Milk


Ultra-Heat Treatment (UHT Milk) Processing Area


Our newest addition: The Cheese Factory


Cheese Manufacturing Area


Top End Storage Facilities


Crate Washing and Storage System


Current Baladna Products Range


Awafi Value Brand


1.5 Liter Chilled Juice Range


Distribution Across Qatar


From Factory to Market EVERYDAY


Baladna’s Communication Directions


Disclaimer

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR WITHIN THE UNITED STATES OF AMERICA (the “US”),

THE EUROPEAN UNION (the “EU”), KUWAIT, THE SULTANATE OF OMAN (“OMAN”), THE KINGDOM OF SAUDI ARABIA, THE UNITED ARAB EMIRATES (the “UAE”) OR THE KINGDOM

OF BAHRAIN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS PRESENTATION.

The proposed offering of securities to which this presentation relates is open in Qatar only, to individual Qatari nationals and selected institutions. This document is only for intended specific

recipients in Qatar. It is not intended for public circulation or consumption. If you have unlawfully or mistakenly received a copy of this document, please discard the same immediately.

This document and its contents may not be viewed by persons within the US or within any other jurisdiction where its distribution would be unlawful. By accessing this document you represent

that you are inside Qatar and not within the US or any such other jurisdiction. This presentation is not an offer to sell, or a solicitation of an offer to subscribe for or to acquire, securities and nothing

contained herein shall form the basis of, or be relied upon in connection with, any offer, contract or commitment whatsoever in any jurisdiction. Investors should not subscribe for or purchase

any ordinary shares referred to in this presentation except solely on the basis of information contained in the prospectus (the “Prospectus”) in its final form published by Baladna Q.P.S.C., a Qatari

public shareholding company under incorporation in the State of Qatar (the "Company") in connection with the proposed listing and trading of its ordinary shares (the “Shares”) on the Qatar

Exchange (the “Listing”).

As at the date of this presentation, the Company is under incorporation. References in this presentation to the actions, beliefs and statements of the Company are references to actions,

beliefs and statements of the founders and/or board of directors of the Company.

The Shares referred to herein are not an offer of securities for sale in the US and may not be offered or sold in the US absent an exemption from registration. Any public offering of securities

to be made in the US must be made by means of a prospectus that may be obtained from the issuer or the selling security holder that contains detailed information about the company

and management, as well as financial statements; there is no intention to register any portion of the securities of the Company in the US under the US Securities Act of 1933, as amended,

or to conduct a public offering of securities in the US.

Nor have the Offer and sale of Shares referred to herein been registered under any applicable rules or securities laws of the Qatar Financial Centre, the EU, Kuwait, Oman, the Kingdom of Saudi

Arabia, the UAE (including the Abu Dhabi Global Market and the Dubai International Financial Centre) and the Kingdom of Bahrain. There will be no public offer of the Shares in the US, the EEA,

the UK, Kuwait, the Sultanate of Oman, the Kingdom of Saudi Arabia, the UAE or the Kingdom of Bahrain or in any other jurisdiction where to do so could be unlawful.

QNB Capital LLC (the “Listing Advisor and Offering Manager”) is acting exclusively for the Company and its group companies, namely Power International Holding WLL ("PIH") and Baladna Food

Industries WLL ("BFI"), and no one else in connection with the Offer. It will not regard any other person as its client in relation to the Offer and will not be responsible to anyone other

than the Company or PIH or BFI for providing the protections afforded to its clients, nor for providing advice in relation to the Offer, the contents of this presentation or any transaction,

arrangement or other matter referred to herein. QNB Capital LLC is authorised and regulated by the Qatar Financial Centre Regulatory Authority.

The information in this presentation is subject to change. The IPO timetable, including the date of Listing, may be influenced by a range of circumstances such as market conditions.

There is no guarantee that Listing will occur and you should not base your financial decisions on the Company’s intentions in relation to the Listing at this stage. No regulatory, government

or semi-government authority or exchange in any jurisdiction has reviewed or approved this document. Acquiring investments to which this presentation relates may expose an investor

to a significant risk of losing all of the amounts invested. Persons considering making such investments should consult an authorised person specialising in advising on such investments.

68

Thank you

Documents

Baladna Q.P.S.C. Investor Presentation...Investor Presentation Summary of Indicative Offering and Listing Terms* IPO size of QAR 1,426 million, 75% free float Issuer Baladna Q.P.S.C